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Attorney	Latest Publications
Mara Abols	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Amina Adam	The UK Government consults on proposed changes to the TUPE Regulations In a previous post, TUPE: Service Provision Change, we discussed that the UK Government had issued a Call for Evidence to review the current Transfer of Undertakings (Protection of Employment) Regulations 2006 ("TUPE 2006") as…more EU, Hiring & Firing, Proposed Amendments, TUPE	See All Updates »
Thomas Allen	Rhode Island Cleans Up Problematic Superfund Precedent That Undermined Federal Settlements The U.S. District Court for the District of Rhode Island has vacated its 2010 summary judgment decision in Ashland Inc. v. GAR Electroforming, 729 F. Supp. 2d 526 (D.R.I. 2010), just days after receiving an amicus memorandum by…more CERCLA, Contribution Protection, Settlement, Superfund, US v Atlantic Research	See All Updates »
G. Derek Andreson	Private Equity: Blindsided by the FCPA — Hedging Against Anti-Corruption Deal Risk Until a few years ago, private equity firms enjoyed relative insulation from regulatory scrutiny of overseas acquisitions and the operations of multi-national portfolio companies. No longer is that the case. Spurred by the…more Acquisitions, Anti-Corruption, DOJ, FCPA, Foreign Investment	See All Updates »
Jenny Arvidsson	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Stephen Asay	Federal Court Sets Guidelines for Denying Attorney-Client Privilege on Communications Hiring a lawyer for a general counsel role – either in-house or by retaining outside counsel to perform that role – can benefit organizations in countless ways. Unlike outside attorneys who are consulted on a piecemeal basis,…more Attorney-Client Privilege, Business Advice, In-House Counsel, Legal Advice	See All Updates »
Marc Axelbaum	Private Equity: Blindsided by the FCPA — Hedging Against Anti-Corruption Deal Risk Until a few years ago, private equity firms enjoyed relative insulation from regulatory scrutiny of overseas acquisitions and the operations of multi-national portfolio companies. No longer is that the case. Spurred by the…more Acquisitions, Anti-Corruption, DOJ, FCPA, Foreign Investment	See All Updates »
Melinda Barker	American Taxpayer Relief Act of 2012 On New Year’s Day 2013, to avoid the so-called “fiscal cliff,” Congress passed the American Taxpayer Relief Act of 2012 (“2012 Act”). The 2012 Act raises taxes on some taxpayers while retaining most of the provisions enacted by…more American Taxpayer Relief Act, Bush-Era Tax Cuts, Debt Ceiling, Estate Tax, Fiscal Cliff	See All Updates »
Mike Beasley	Structuring Payments for Outsourcing Services When customers decide to outsource part of their operations there are many factors to be considered and decisions to be made over the course of the initiative. Getting to the "right price" is obviously one of the key objectives…more Dead-Band Method, Multi-Band Method, Outsourcing, P*Q Method, Structured Payments	See All Updates »
Stephan Becker	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Bradley A. Benedict	Preparing Participant-Directed Retirement Plans for the 2013 Annual Fee Disclosures The Employee Retirement Income Security Act of 1974 (“ERISA”) requires participant-directed retirement plans to provide participants with in-depth disclosures of the plan’s fees, expenses, and investment performance on an annual…more Disclosure Requirements, ERISA, Fees, Retirement Plan	See All Updates »
Michael Berens	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Jessica Berenyi	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Louis Bevilacqua	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Bradford Blaise	Act Now to Prevent Loss of Patent Rights in March 16th Change to “First-Inventor-to-File” System One of the most significant changes of the 2011 Leahy-Smith America Invents Act (“AIA”) takes effect on March 16, 2013, when the U.S. transitions from a “First-to-Invent” to a “First-Inventor-to-File” patent system, effectively…more America Invents Act, First-to-File, Patents, USPTO	See All Updates »
Caitlin Bloom	Omnibus Final Rule Issued on HIPAA/HITECH Act: Significant Changes for ‘Business Associates’ On January 25, 2013, the Department of Health and Human Services published the much-anticipated Omnibus Final Rule (the “Final Rule”), which, with respect to business associates and their subcontractors, conforms HIPAA’s Privacy…more Business Associates, HIPAA, HIPAA Omnibus Rule, HITECH, PHI	See All Updates »
Andrew D. Bluth	FCC Provides Clarity for Businesses Responding to Texting Opt-Outs Resolving a conundrum faced by every business that has entered the world of consumer texting, the FCC has ruled that businesses are not violating the federal Telephone Consumer Protection Act ("TCPA") by sending a confirmation…more FCC, TCPA, Texting	See All Updates »
Jessica R. Bogo	Citing Concepcion, FINRA Panel OKs Class Action Waivers in Broker-Dealer Customer Arbitration Agreements A Financial Industry Regulatory Authority (“FINRA”) hearing panel held that FINRA’s own rules prohibiting judicial class action waivers in broker-dealer customer arbitration agreements are preempted by the Federal Arbitration…more Arbitration, Arbitration Agreements, AT&T Mobility v Concepcion, Broker-Dealer, Class Action	See All Updates »
William Bowers	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Dulcie D. Brand	Dodd-Frank Protocol Carries Burdens and Benefits for Pension Plans The Commodity Futures Trading Commission has issued new “know your customer” and external business conduct rules to give effect to certain provisions of Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act…more CFTC, Derivatives, Dodd-Frank, Employee Benefits, ERISA	See All Updates »
Kerry A. Brennan	Circuit Split in Enforceability of Arbitration Clauses in Bankruptcy Left Unresolved In a recent summary opinion, the Supreme Court denied certiorari review of a decision, Continental Insurance Co. v. Thorpe Insulation Co. (In re Thorpe Insulation Co.), 671 F.3d 1011 (9th Cir. 2012), where the Ninth Circuit had…more Arbitration Agreements, Continental Insurance v Thorpe Insulation, In re National Gypsum Co, SCOTUS, Split of Authority	See All Updates »
Allen Briskin	Omnibus Final Rule Issued on HIPAA/HITECH Act: Significant Changes for ‘Business Associates’ On January 25, 2013, the Department of Health and Human Services published the much-anticipated Omnibus Final Rule (the “Final Rule”), which, with respect to business associates and their subcontractors, conforms HIPAA’s Privacy…more Business Associates, HIPAA, HIPAA Omnibus Rule, HITECH, PHI	See All Updates »
Elsa Broeker	Financial Crimes Enforcement Network Issues Guidance on Virtual Currency FinCEN recently issued interpretive guidance to clarify that it views certain activities involving convertible virtual currencies as money transmission services under the Bank Secrecy Act and FinCEN regulations. If your business…more Bank Secrecy Act, Broker-Dealer, FinCEN, Money Services Business, Virtual Currency	See All Updates »
Michael J. Cataldo	California’s Proposition 39 Mandates Use of Single-Sales Factor Proposition 39 was passed by 60.1 percent of the California electorate on the November 6th, 2012 statewide ballot. As a result, most multistate businesses must apportion income to California using a single-sales factor method of…more	See All Updates »
Anthony Cavender	Supreme Court Reverses 9th Circuit on Logging Roads, Deferring to EPA on Its Industrial Stormwater Rule On March 20, 2013, the U.S. Supreme Court held in a 7-1 decision that Clean Water Act permits are not required for stormwater runoff from logging roads. The decision in Decker v. Northwest Environmental Defense Center defers to…more Clean Water Act, Discharge of Pollutants, EPA, Logging, NPDES	See All Updates »
Maria Cho	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Noa Clark	Catching Up with Winding Down: The Status of California Redevelopment Successor Agencies Successor agencies to California’s dissolved Redevelopment Agencies (“RDAs”) continue to wind down the operations of the former RDAs under the supervision of oversight boards pursuant to Assembly Bill X1 26 (“AB 26”) as modified…more Dissolution, Financial Cleanup Provisions, Funding, Payment Schedules, RDAs	See All Updates »
Howard Clemons	Model Notices of Health Insurance Options – Employers Must Distribute by October 1, 2013 The U.S. Department of Labor has issued model notices for informing existing employees and new hires of health coverage options which will be available through the new marketplace of state and federally supported health…more	See All Updates »
Ellen Cohen	California Supreme Court Issues Employer-Friendly Decision on Mixed-Motive Defense On February 7, 2013, the California Supreme Court issued a unanimous opinion in Harris v. City of Santa Monica. The California high court upheld the “mixed-motive” defense in cases brought under California’s Fair Employment and…more Adverse Employment Action, Burden of Proof, Discrimination, FEHA, Hiring & Firing	See All Updates »
Benjamin Cote	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Kelly Craven	A Covenant Not to Sue May Avoid Invalidity Claims Last week, in Already, LLC v. Nike, Inc. (opinion attached), the Supreme Court unanimously decided that the voluntary cessation doctrine, most often used when a defendant claims its voluntary compliance moots a case where it is…more Already LLC, Article III, Covenant Not to Sue, Declaratory Judgments, Infringement	See All Updates »
Leo Crowley	7th Circuit Holds Successor Liable for FLSA Claims, Despite Buyer’s Disclaimer In Teed v. Thomas & Betts Power Solutions, LLC, the 7th Circuit in an opinion written by Judge Posner held that, absent a good reason to withhold liability, a purchaser of assets was subject to successor liability for Fair Labor…more Asset Purchaser, Auction, FLSA, Successor Liability	See All Updates »
Ana N. Damonte	Proxy Season Brings a Third Wave of “Gotcha” Shareholder Litigation Proxy season is upon us and the plaintiffs’ bar is demonstrating its resourcefulness by bringing a third wave of shareholder litigation. This new wave, which has not crested yet, consists of a return to derivative shareholder…more Annual Meeting, Board of Directors, Derivative Suit, Executive Compensation, Exit Strategies	See All Updates »
Brooke Daniels	Growing Trend in Re-Shoring: Exploring Termination/Expiration Provisions A recent special report in the Economist focused on the general state of the offshore outsourcing industry, with a particular focus on the emerging trend of companies relocating the performance of IT services from offshore…more Hiring & Firing, Offshore Companies, Outsourcing, Re-Sourcing, Technology	See All Updates »
Benjamin M. Dean	What's Missing from My Software as a Service (SAAS) Agreement? (Part 2) As customers continue to embrace Software as a Service (SAAS) solutions that are hosted in the cloud, rather than traditional software solutions that are loaded onto and hosted on the customer's own environment, they should…more Cloud Computing, SAAS	See All Updates »
Craig deRidder	Trends in Single-Family Housing Rising home values in many areas of the country and improved economic data have buoyed hopes that the recession may be behind us, but no one expects an immediate return of either pre-2007 home value appreciation or the loose…more Foreclosure, Investors, Mortgage Loan Servicing Standards, Mortgages, REO Portfolios	See All Updates »
Patrick Doody	Act Now to Prevent Loss of Patent Rights in March 16th Change to “First-Inventor-to-File” System One of the most significant changes of the 2011 Leahy-Smith America Invents Act (“AIA”) takes effect on March 16, 2013, when the U.S. transitions from a “First-to-Invent” to a “First-Inventor-to-File” patent system, effectively…more America Invents Act, First-to-File, Patents, USPTO	See All Updates »
Mario F. Dottori	Pillsbury Bloggers in the News: Looking Back at 2012 IT Outsourcing Predictions and Ahead at 2013 Predictions In a look back at 2012, Bob Zahler commented in Stephanie Overby's CIO.com article on grading 2012 IT Outsourcing Trend predictions. On the prediction that global companies would seek global support beyond India, Bob says..…more Outsourcing	See All Updates »
Jeetander Dulani	HSR Thresholds Will Increase to Highest Levels for Transactions in 2013 On February 11, 2013, revised thresholds for the Hart-Scott-Rodino Act (“HSR”) will take effect. The thresholds determine whether parties involved in proposed mergers, consolidations, or other acquisitions of voting securities,…more Acquisitions, DOJ, FTC, Hart-Scott-Rodino Act, Threshhold Requirements	See All Updates »
Alvin Dunn	HSR Thresholds Will Increase to Highest Levels for Transactions in 2013 On February 11, 2013, revised thresholds for the Hart-Scott-Rodino Act (“HSR”) will take effect. The thresholds determine whether parties involved in proposed mergers, consolidations, or other acquisitions of voting securities,…more Acquisitions, DOJ, FTC, Hart-Scott-Rodino Act, Threshhold Requirements	See All Updates »
Lisa Earl	A License to Software Should not be a License to Print Money It pays to closely read the payment terms in your software license. Or rather, it costs if you don't read them closely enough…more License Agreements, Licenses, Software	See All Updates »
Bruce Ericson	Supreme Court Finds No Fraud Exception to Five-Year Statute of Limitations for Government Lawsuits Seeking Civil Penalties The U.S. Supreme Court’s recent decision in Gabelli v. Securities Exchange Commission (Feb. 27, 2013) rejects an attempt by the Securities and Exchange Commission to extend a statute of limitations by invoking a “discovery…more Discovery Rule, Fraud, Gabelli v SEC, SCOTUS, SEC	See All Updates »
Ranah Esmaili	Congress Raises the Stakes for Theft of Trade Secrets with Passage of Two New Laws The old adage that crime does not pay rings particularly true in the aftermath of two pieces of recent legislation aimed at raising the penalties for trade secret theft: the Theft of Trade Secrets Clarification Act and the…more Aleynikov, Economic Espionage Act, Misappropriation, Penalties, Theft of Trade Secrets Clarification Act	See All Updates »
Steven Farmer	Personal Data Transfers from the European Economic Area: Time to Consider Binding Corporate Rules 2.0 What exactly is the '"best" solution for an international business needing to handle and transfer personal data across borders? This has become an increasingly important and common question as business becomes more global…more	See All Updates »
Nancy Fischer	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Eric Fishman	NY State Appellate Court Sides with Airlines, Dismisses Tarmac Delay-Related Claims The Second Department in Biscone v. JetBlue Airways Corporation recently dismissed airline passengers’ tort claims against an airline based on the failure to provide food, water and facilities during an 11-hour tarmac delay, on…more Airline Deregulation Act, Airline Passengers, Damages, Delay Claims, FAA	See All Updates »
Edward Flanders	New York Appellate Court Enforces ‘No Oral Modification’ Clause, Holds Parties to Their Written Agreement In response to a deluge of cases involving parties’ attempts to enforce oral modifications of contracts, the New York Appellate Division, First Department recently reiterated that contractual provisions requiring amendments to…more Breach of Contract, Commercial Real Estate Contracts, No Oral Modification Clauses, Oral Modification, Written Agreements	See All Updates »
Lauren Lynch Flick	FCC Provides Clarity for Businesses Responding to Texting Opt-Outs Resolving a conundrum faced by every business that has entered the world of consumer texting, the FCC has ruled that businesses are not violating the federal Telephone Consumer Protection Act ("TCPA") by sending a confirmation…more FCC, TCPA, Texting	See All Updates »
Peter Freeman	Trends in Single-Family Housing Rising home values in many areas of the country and improved economic data have buoyed hopes that the recession may be behind us, but no one expects an immediate return of either pre-2007 home value appreciation or the loose…more Foreclosure, Investors, Mortgage Loan Servicing Standards, Mortgages, REO Portfolios	See All Updates »
Elizabeth Fry	American Taxpayer Relief Act of 2012 On New Year’s Day 2013, to avoid the so-called “fiscal cliff,” Congress passed the American Taxpayer Relief Act of 2012 (“2012 Act”). The 2012 Act raises taxes on some taxpayers while retaining most of the provisions enacted by…more American Taxpayer Relief Act, Bush-Era Tax Cuts, Debt Ceiling, Estate Tax, Fiscal Cliff	See All Updates »
David Furbush	Supreme Court Finds No Fraud Exception to Five-Year Statute of Limitations for Government Lawsuits Seeking Civil Penalties The U.S. Supreme Court’s recent decision in Gabelli v. Securities Exchange Commission (Feb. 27, 2013) rejects an attempt by the Securities and Exchange Commission to extend a statute of limitations by invoking a “discovery…more Discovery Rule, Fraud, Gabelli v SEC, SCOTUS, SEC	See All Updates »
Jeffrey Gans	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Roberto Garcia	Maryland to Impose New Stormwater Remediation Fee; Virginia Enacts Congestion Relief Fee Lawmakers in Maryland and Virginia have approved the imposition of certain new fees on property owners in various jurisdictions. Maryland property owners in nine counties and one city face the imposition of a Stormwater…more Fees, Property Owners, Remediation, Storm Water, Watershed	See All Updates »
James G. Gatto	FINRA Levies $9 Million Fine Against Financial Service Company Over Email Failures The Financial Industry Regulatory Authority (FINRA) has levied a $7.5 million fine against LPL Financial LLC (LPL) for a series of email system failures which prevented LPL from accessing hundreds of millions of emails and…more	See All Updates »
Bobby Ghajar	A Covenant Not to Sue May Avoid Invalidity Claims Last week, in Already, LLC v. Nike, Inc. (opinion attached), the Supreme Court unanimously decided that the voluntary cessation doctrine, most often used when a defendant claims its voluntary compliance moots a case where it is…more Already LLC, Article III, Covenant Not to Sue, Declaratory Judgments, Infringement	See All Updates »
Sarah A. Good	Best Laid Plans Gone Awry: Practices for Rule 10b5-1 Trading Plans Rule 10b5-1 trading plans are in the limelight due to investigations initiated by U.S. Attorney’s Offices and the SEC into possible abuses by corporate executives of such plans. Now, more than ever, companies and their boards of…more	See All Updates »
Christopher D. Gunson	Abu Dhabi Oil & Gas Update: Security Passes for ADNOC Facilities Companies that manufacture and sell products to Abu Dhabi’s state companies involved in power, water and petroleum may require their employees to access such facilities in order to provide installation, after-sales and…more CNIA, Licenses, Oil & Gas, Security Applications	See All Updates »
Peter Hahn	Casinos Go Virtual In late February 2013 the New Jersey Legislature passed legislation allowing on-line wagering, subject to certain limitations. This legislation was signed into law by Governor Chris Christie. Under the new law, licensed…more Casinos, Chris Christie, Licenses, Online Gaming	See All Updates »
Ellen Harrison	American Taxpayer Relief Act of 2012 On New Year’s Day 2013, to avoid the so-called “fiscal cliff,” Congress passed the American Taxpayer Relief Act of 2012 (“2012 Act”). The 2012 Act raises taxes on some taxpayers while retaining most of the provisions enacted by…more American Taxpayer Relief Act, Bush-Era Tax Cuts, Debt Ceiling, Estate Tax, Fiscal Cliff	See All Updates »
Kimberly Harshaw	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Sheila Harvey	Rhode Island Cleans Up Problematic Superfund Precedent That Undermined Federal Settlements The U.S. District Court for the District of Rhode Island has vacated its 2010 summary judgment decision in Ashland Inc. v. GAR Electroforming, 729 F. Supp. 2d 526 (D.R.I. 2010), just days after receiving an amicus memorandum by…more CERCLA, Contribution Protection, Settlement, Superfund, US v Atlantic Research	See All Updates »
Kirke Hasson	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Mark R. Hellerer	New FCPA Guidance Provides Insight Into Government’s View of Corporate Compliance On November 14, 2012, the Foreign Corrupt Practices Act “Resource Guide” (the “Guidance”) was finally published, and at well over 100 pages, it constitutes a “non-binding informal summary” of various statutes, U.S. Department of…more Compliance, DOJ, FCPA, FCPA Resource Guide, SEC	See All Updates »
Robert Herr	Catching Up with Winding Down: The Status of California Redevelopment Successor Agencies Successor agencies to California’s dissolved Redevelopment Agencies (“RDAs”) continue to wind down the operations of the former RDAs under the supervision of oversight boards pursuant to Assembly Bill X1 26 (“AB 26”) as modified…more Dissolution, Financial Cleanup Provisions, Funding, Payment Schedules, RDAs	See All Updates »
Daniel S. Herzfeld	Hospitals Face Mandatory Affirmative Action Obligations Incorporated by Operation of Law Into Their Federal Subcontracts In UPMC Braddock v. Harris, the U.S. District Court for the District of Columbia upheld the U.S. Department of Labor’s Arbitration Review Board decision treating hospitals as government subcontractors subject to the equal…more Affirmative Action, DOL, Federal Employees, Healthcare, HMOs	See All Updates »
Michael P. Heuga	FTC Warns Hotels Against Providing Price Quotes That Lack Mandatory Taxes and Fees On November 28, 2012, the Federal Trade Commission (“FTC”) announced that it sent letters to 22 hotel operators warning them that their online reservation sites may violate the law by misrepresenting hotel room prices. In…more Advertising, FTC, Misrepresentation	See All Updates »
Michael Hindus	FERC Adopts Policy on Allocating Capacity for New Transmission Projects and Proposes Simplified Interconnection Policy for Small Renewable Projects In two significant transmission orders, the Federal Energy Regulatory Commission (“FERC”) adopted guidelines for allocating capacity on new merchant and participant-funded transmission projects and proposed reforms to streamline…more Fast Track Process, FERC, New Merchant Transmission Projects, Participant Funded Transmission Projects, Renewable Energy	See All Updates »
Gerry Hinkley	Omnibus Final Rule Issued on HIPAA/HITECH Act: Significant Changes for ‘Business Associates’ On January 25, 2013, the Department of Health and Human Services published the much-anticipated Omnibus Final Rule (the “Final Rule”), which, with respect to business associates and their subcontractors, conforms HIPAA’s Privacy…more Business Associates, HIPAA, HIPAA Omnibus Rule, HITECH, PHI	See All Updates »
Keith Hudolin	Employers May Be Able to “Pick Off” Named Plaintiffs in FLSA Collective Actions In its April decision in Genesis Healthcare Corp. v. Symczyk, the U.S. Supreme Court buttressed employers’ efforts to “pick off” named plaintiffs in collective actions for unpaid wages brought under the Fair Labor Standards Act…more Collective Actions, FLSA, Genesis HealthCare, Genesis Healthcare Corp. v. Symczyk, Mootness	See All Updates »
Peter J. Hunt	Perspectives - Fall 2012 | Volume 3, Edition 2: An Executive Compensation, Benefits & Human Resources Law Update In This Edition: - Year-end Deadline for Correcting Section 409A Deferred Compensation Arrangements That Condition Payment on an Employee Release or Covenant: By December 31, 2012, all deferred compensation…more 3.8% Medicare Tax, Affordable Care Act, Deferred Compensation, Dodd-Frank, FICA Taxes	See All Updates »
Laura Hurtado	Best Laid Plans Gone Awry: Practices for Rule 10b5-1 Trading Plans Rule 10b5-1 trading plans are in the limelight due to investigations initiated by U.S. Attorney’s Offices and the SEC into possible abuses by corporate executives of such plans. Now, more than ever, companies and their boards of…more	See All Updates »
Aaron R. Hutman	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
David Jakopin	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Robert James	U.S. Energy Regulation, Development & Finance The U.S. energy and infrastructure sectors have undergone dramatic change since 2006, the year of Pillsbury’s first contribution to the Getting the Deal Through publications. Natural gas production and reserves have increased…more Coal, Foreign Investment, Imports, Infrastructure, Natural Gas	See All Updates »
John Jensen	Prohibition on Contract Awards to Companies That Were Formerly Based in the United States On January 29, 2013, a final rule was issued prohibiting the award of contracts to inverted domestic corporations. The final rule requires an offeror to represent that it is not an inverted domestic corporation and creates…more Federal Acquisition Regulations, Foreign Corporations, Inverted Domestic Corporations	See All Updates »
David Johnson	BYOD Trends and Best Practices: Part 3 of It's 2013. Do You Know Where Your BYOD Policies Are? In Part 3 of "It's 2013. Do You Know Where Your BYOD Policies Are?" we will address developing BYOD trends and best practices. Please check out Part 1 and 2 of this 3-part series addressing employee and employer concerns,…more Bring Your Own Device, Cybersecurity, Data Protection	See All Updates »
Mark Jones	Proposed Regulations May Affect Default Risk for Borrowers with Pension Plans The Pension Benefit Guaranty Corporation (PBGC) has proposed regulatory safe harbors waiving the obligation of financially sound defined benefit pension plans and the companies that maintain them from the duty to report certain…more Borrowers, Credit Agreements, Default, ERISA, PBGC	See All Updates »
Melissa Jones-Prus	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Julia Judish	Employers May Be Able to “Pick Off” Named Plaintiffs in FLSA Collective Actions In its April decision in Genesis Healthcare Corp. v. Symczyk, the U.S. Supreme Court buttressed employers’ efforts to “pick off” named plaintiffs in collective actions for unpaid wages brought under the Fair Labor Standards Act…more Collective Actions, FLSA, Genesis HealthCare, Genesis Healthcare Corp. v. Symczyk, Mootness	See All Updates »
Sean Kane	Game Developer’s Conduct Justified Granting Publisher a Permanent Royalty-Free License On April 9, the U.S. Court of Appeals for the 5th Circuit issued an order upholding an arbitration award against a video game developer and granting a publisher a perpetual license in the developer’s game due to the developer’s…more Arbitration, Breach of Contract, Fraud, Licenses, Royalties	See All Updates »
Jenna Karadbil	UltimatePoker.com: One Million and Counting It took just two weeks for the first online poker site located and operated completely inside the United States to deal its one millionth hand of poker. While UltimatePoker.com is only available to Nevada residents located in…more Online Poker	See All Updates »
Michael Kass	Supreme Court Raises Bar for Class Certification In Comcast Corporation, et al. v. Behrend, the US Supreme Court reversed two lower courts in concluding that the Plaintiffs failed to satisfy Rule 23(b)(3) because their expert’s report did not establish that damages could be…more Class Action, Class Certification, Comcast, Comcast v. Behrend, Damages	See All Updates »
Christine Kearns	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
James Kelly	Private Equity: Blindsided by the FCPA — Hedging Against Anti-Corruption Deal Risk Until a few years ago, private equity firms enjoyed relative insulation from regulatory scrutiny of overseas acquisitions and the operations of multi-national portfolio companies. No longer is that the case. Spurred by the…more Acquisitions, Anti-Corruption, DOJ, FCPA, Foreign Investment	See All Updates »
Joshua B. Konvisser	BYOD Trends and Best Practices: Part 3 of It's 2013. Do You Know Where Your BYOD Policies Are? In Part 3 of "It's 2013. Do You Know Where Your BYOD Policies Are?" we will address developing BYOD trends and best practices. Please check out Part 1 and 2 of this 3-part series addressing employee and employer concerns,…more Bring Your Own Device, Cybersecurity, Data Protection	See All Updates »
Justin Krawitz	Health Care Reform Update: Many Self-Insured Plans Subject to New Annual Fees This Year New regulations have been issued under the Patient Protection and Affordable Care Act (“PPACA”) implementing annual fees and reporting requirements on self-insured health plans and indirectly on fully insured plans. The Internal…more Affordable Care Act, CHIP, HHS, HRA, HSA	See All Updates »
Scott E. Landau	Perspectives - Fall 2012 | Volume 3, Edition 2: An Executive Compensation, Benefits & Human Resources Law Update In This Edition: - Year-end Deadline for Correcting Section 409A Deferred Compensation Arrangements That Condition Payment on an Employee Release or Covenant: By December 31, 2012, all deferred compensation…more 3.8% Medicare Tax, Affordable Care Act, Deferred Compensation, Dodd-Frank, FICA Taxes	See All Updates »
Theresa Lee	Safe Tweeting: SEC Provides Guidance on Social Media and Regulation FD Compliance The SEC has provided guidance to publicly reporting companies on how to use popular social networking sites, such as Facebook and Twitter, consistent with federal securities laws. On April 2, 2013, the Securities and…more Facebook, Investors, Netflix, Public Disclosure, Reed Hastings	See All Updates »
Anne Leidich	DOE Issues New “Strategy” for Nuclear Waste Management and Disposal On January 11, 2013, the Department of Energy (“DOE”) issued its response to the recommendations of the Blue Ribbon Commission on America’s Nuclear Future regarding next steps for spent nuclear fuel management and disposal in…more Department of Energy, Nuclear Power, Waste	See All Updates »
Michael Lepre	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Mark Lessard	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Paul Levin	Catching Up with Winding Down: The Status of California Redevelopment Successor Agencies Successor agencies to California’s dissolved Redevelopment Agencies (“RDAs”) continue to wind down the operations of the former RDAs under the supervision of oversight boards pursuant to Assembly Bill X1 26 (“AB 26”) as modified…more Dissolution, Financial Cleanup Provisions, Funding, Payment Schedules, RDAs	See All Updates »
Teresa T. Lewi	New York Appellate Court Enforces ‘No Oral Modification’ Clause, Holds Parties to Their Written Agreement In response to a deluge of cases involving parties’ attempts to enforce oral modifications of contracts, the New York Appellate Division, First Department recently reiterated that contractual provisions requiring amendments to…more Breach of Contract, Commercial Real Estate Contracts, No Oral Modification Clauses, Oral Modification, Written Agreements	See All Updates »
Gabriella Lombardi	Best Laid Plans Gone Awry: Practices for Rule 10b5-1 Trading Plans Rule 10b5-1 trading plans are in the limelight due to investigations initiated by U.S. Attorney’s Offices and the SEC into possible abuses by corporate executives of such plans. Now, more than ever, companies and their boards of…more	See All Updates »
Liz Lord	Rhode Island Cleans Up Problematic Superfund Precedent That Undermined Federal Settlements The U.S. District Court for the District of Rhode Island has vacated its 2010 summary judgment decision in Ashland Inc. v. GAR Electroforming, 729 F. Supp. 2d 526 (D.R.I. 2010), just days after receiving an amicus memorandum by…more CERCLA, Contribution Protection, Settlement, Superfund, US v Atlantic Research	See All Updates »
Lindsay A. Lutz	FTC Warns Hotels Against Providing Price Quotes That Lack Mandatory Taxes and Fees On November 28, 2012, the Federal Trade Commission (“FTC”) announced that it sent letters to 22 hotel operators warning them that their online reservation sites may violate the law by misrepresenting hotel room prices. In…more Advertising, FTC, Misrepresentation	See All Updates »
Joseph T. Lynyak III	Dealing with Civil Investigative Demands from the CFPB—Rules, Responses & Pitfalls The Consumer Financial Protection Bureau’s civil investigative demand (“CID”) authority has recently presented significant compliance difficulties for companies that have received requests for information relating to an…more CFPB, CID, Dodd-Frank, FDIC, FTC	See All Updates »
Thomas N. Makris	7th Circuit Holds Successor Liable for FLSA Claims, Despite Buyer’s Disclaimer In Teed v. Thomas & Betts Power Solutions, LLC, the 7th Circuit in an opinion written by Judge Posner held that, absent a good reason to withhold liability, a purchaser of assets was subject to successor liability for Fair Labor…more Asset Purchaser, Auction, FLSA, Successor Liability	See All Updates »
Brian Martin	Ninth Circuit: Injunctive Relief Claims Relating Only to Past Harms to a Limited Class Are Not Exempt From Arbitration Following the U.S. Supreme Court’s decision favoring arbitration clauses in AT&T Mobility LLC v. Concepcion, the Ninth Circuit Court of Appeals held in Kilgore v. KeyBank, N.A. that the Federal Arbitration Act (“FAA”) preempts…more Arbitration, Arbitration Agreements, Class Action, Federal Arbitration Act, Injunctions	See All Updates »
Jennifer Jordan McCall	American Taxpayer Relief Act of 2012 On New Year’s Day 2013, to avoid the so-called “fiscal cliff,” Congress passed the American Taxpayer Relief Act of 2012 (“2012 Act”). The 2012 Act raises taxes on some taxpayers while retaining most of the provisions enacted by…more American Taxpayer Relief Act, Bush-Era Tax Cuts, Debt Ceiling, Estate Tax, Fiscal Cliff	See All Updates »
John A. McMillan	New FCPA Guidance Provides Insight Into Government’s View of Corporate Compliance On November 14, 2012, the Foreign Corrupt Practices Act “Resource Guide” (the “Guidance”) was finally published, and at well over 100 pages, it constitutes a “non-binding informal summary” of various statutes, U.S. Department of…more Compliance, DOJ, FCPA, FCPA Resource Guide, SEC	See All Updates »
Michael McNamara	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
James McPhillips	Privacy Resolutions for Mobile App Providers in the New Year The end of 2012 saw a flurry of activity in the area of privacy enforcement. In July, Kamala Harris, the Attorney General of California, announced the formation of California's own state agency to investigate and enforce the…more Attorney Generals, COPPA, FTC, Google, Kamala Harris	See All Updates »
Aileen Meyer	HSR Thresholds Will Increase to Highest Levels for Transactions in 2013 On February 11, 2013, revised thresholds for the Hart-Scott-Rodino Act (“HSR”) will take effect. The thresholds determine whether parties involved in proposed mergers, consolidations, or other acquisitions of voting securities,…more Acquisitions, DOJ, FTC, Hart-Scott-Rodino Act, Threshhold Requirements	See All Updates »
Patrick J. Myers	Some New (and Some Rejected) Exemptions to the Digital Millennium Copyright Act The U.S. Copyright Office issued its exemptions to the Digital Millennium Copyright Act of 1998 ("DMCA") on October 26. The exemptions, effective as of Oct. 28, define the limited circumstances in which users are allowed to…more DMCA	See All Updates »
Vipul Nishawala	Downselect with Care: Managing a Critical Juncture in the Sourcing Process The timelines of most strategic IT or sourcing projects are punctuated with key moments that can make or break the deal. These include defining the customer's strategic objectives, determining which suppliers will be asked to…more Outsourcing	See All Updates »
Bradley Noojin	NY State Appellate Court Sides with Airlines, Dismisses Tarmac Delay-Related Claims The Second Department in Biscone v. JetBlue Airways Corporation recently dismissed airline passengers’ tort claims against an airline based on the failure to provide food, water and facilities during an 11-hour tarmac delay, on…more Airline Deregulation Act, Airline Passengers, Damages, Delay Claims, FAA	See All Updates »
Meighan O'Reardon	New Binding Corporate Rules Now Available for Data Processors In a further push towards “privacy by design,” the Article 29 Working Party, which is made up of representatives from the various EU data protection authorities, has recently approved the use of Binding Corporate Rules (“BCRs”)…more Binding Corporate Rules, Data Processors, Data Protection, EU, European Commission	See All Updates »
Charlotta Otterbeck	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Alexander Parachini	7th Circuit Holds Successor Liable for FLSA Claims, Despite Buyer’s Disclaimer In Teed v. Thomas & Betts Power Solutions, LLC, the 7th Circuit in an opinion written by Judge Posner held that, absent a good reason to withhold liability, a purchaser of assets was subject to successor liability for Fair Labor…more Asset Purchaser, Auction, FLSA, Successor Liability	See All Updates »
JiJi Park	Financial Crimes Enforcement Network Issues Guidance on Virtual Currency FinCEN recently issued interpretive guidance to clarify that it views certain activities involving convertible virtual currencies as money transmission services under the Bank Secrecy Act and FinCEN regulations. If your business…more Bank Secrecy Act, Broker-Dealer, FinCEN, Money Services Business, Virtual Currency	See All Updates »
Lori Partrick	Health Care Reform Update: Large Employers Must Offer Health Coverage or Pay Assessment Beginning in 2014, large U.S. employers that do not offer a minimum level of affordable health coverage to their full-time employees may be required to pay an assessment of up to $3,000 per employee. For plan years beginning in…more Affordable Care Act, Full-Time Employees, IRS, Pay or Play, Shared Responsibility Rule	See All Updates »
Rodney R. Peck	Update on Preparing Living Wills for Bank Holding Companies and Depository Institutions This analysis updates a previous memo and incorporates advice we have received from the Federal Reserve Board (“FRB”) and the Federal Deposit Insurance Corporation (“FDIC”) regarding the preparation of living wills for bank…more Bank Holding Company, Depository Institutions, Eligible Covered Company, FDIC, Insolvency	See All Updates »
Amy L. Pierce	California Moves One Step Closer to Passing Privacy Bill Requiring a Search Warrant for Providers' Customers' Emails In a 33-1 vote, on May 13, the state Senate approved Senator Mark Leno's bill that would require state law enforcement officials to obtain a search warrant before asking service providers to disclose the contents of their…more Email, Fourth Amendment, Proposed Legislation, Search & Seizure, Search Warrant	See All Updates »
Roxane A. Polidora	FTC Warns Hotels Against Providing Price Quotes That Lack Mandatory Taxes and Fees On November 28, 2012, the Federal Trade Commission (“FTC”) announced that it sent letters to 22 hotel operators warning them that their online reservation sites may violate the law by misrepresenting hotel room prices. In…more Advertising, FTC, Misrepresentation	See All Updates »
Marta K. Porwit	Wellness Programs: Keeping Up With the Times On November 20, 2012, the IRS, DOL and HHS jointly issued proposed regulations under the Affordable Care Act building on existing HIPAA regulations of wellness programs. The new proposed regulations provide clearer guidance and …more ADA, ADEA, Affordable Care Act, DOL, GINA	See All Updates »
Glenn S. Richards	The USF Conundrum The Federal Communications Commission (FCC) is considering whether to make fundamental changes to how carriers (and ultimately their customers) pay for federal programs that provide greater access to telecommunications and…more	See All Updates »
Christine L. Richardson	Wellness Programs: Keeping Up With the Times On November 20, 2012, the IRS, DOL and HHS jointly issued proposed regulations under the Affordable Care Act building on existing HIPAA regulations of wellness programs. The new proposed regulations provide clearer guidance and …more ADA, ADEA, Affordable Care Act, DOL, GINA	See All Updates »
Rebecca Rizzo	Given Recent NLRB Decisions Finding Standard Confidentiality Policies Unlawful, Employers Should Review and Update Their Policies On January 8, 2013, a National Labor Relations Board (“NLRB”) administrative law judge ruled that a proprietary/confidential information provision in Quicken Loan’s employment agreement with its mortgage banker employees…more NLRA, NLRB, Protected Concerted Activity, Section 7	See All Updates »
Josh Romanow	FTC Warns Hotels Against Providing Price Quotes That Lack Mandatory Taxes and Fees On November 28, 2012, the Federal Trade Commission (“FTC”) announced that it sent letters to 22 hotel operators warning them that their online reservation sites may violate the law by misrepresenting hotel room prices. In…more Advertising, FTC, Misrepresentation	See All Updates »
Jerry Ross	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Roger C. Roy Jr.	Will New Immigration Legislation Impact "Landed" Outsourcing Rates? Many years ago, I walked through a client's IT development organization where all the "Onshore" resources from the client's ADM provider sat in a sea of cubicles. I was there to identify the causes of some issues that had been…more H1-B, Immigration Reform, New Legislation, Offshore Suppliers, Outsourcing	See All Updates »
Matthew Ryan	Preparing Participant-Directed Retirement Plans for the 2013 Annual Fee Disclosures The Employee Retirement Income Security Act of 1974 (“ERISA”) requires participant-directed retirement plans to provide participants with in-depth disclosures of the plan’s fees, expenses, and investment performance on an annual…more Disclosure Requirements, ERISA, Fees, Retirement Plan	See All Updates »
Christian A. Salaman	Is Crowdfunding Dead On Arrival? A Legal Perspective... "[Crowdfunding] lays the riskiest investments at the doorstep of those investors that can least afford the risk. And it won’t create jobs except for plaintiff’s lawyers…”…more Crowdfunding, JOBS Act, Kickstarter, Legal Perspectives, SEC	See All Updates »
Paul Sass	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Brian Scaccia	FERC Adopts Policy on Allocating Capacity for New Transmission Projects and Proposes Simplified Interconnection Policy for Small Renewable Projects In two significant transmission orders, the Federal Energy Regulatory Commission (“FERC”) adopted guidelines for allocating capacity on new merchant and participant-funded transmission projects and proposed reforms to streamline…more Fast Track Process, FERC, New Merchant Transmission Projects, Participant Funded Transmission Projects, Renewable Energy	See All Updates »
Christine Scheuneman	Ninth Circuit: Injunctive Relief Claims Relating Only to Past Harms to a Limited Class Are Not Exempt From Arbitration Following the U.S. Supreme Court’s decision favoring arbitration clauses in AT&T Mobility LLC v. Concepcion, the Ninth Circuit Court of Appeals held in Kilgore v. KeyBank, N.A. that the Federal Arbitration Act (“FAA”) preempts…more Arbitration, Arbitration Agreements, Class Action, Federal Arbitration Act, Injunctions	See All Updates »
Ian Schick Ph.D.	National Labor Relations Board on Employer Social Media Policies As use of social media continues to increase, so do concerns by employers regarding employee use of social media as it relates to the workplace. In response, many employers are drafting new or revised policies covering use of…more Data Protection, Facebook, NLRA, NLRB, Protected Concerted Activity	See All Updates »
Cindy V. Schlaefer	Best Laid Plans Gone Awry: Practices for Rule 10b5-1 Trading Plans Rule 10b5-1 trading plans are in the limelight due to investigations initiated by U.S. Attorney’s Offices and the SEC into possible abuses by corporate executives of such plans. Now, more than ever, companies and their boards of…more	See All Updates »
Kim Schoknecht	American Taxpayer Relief Act of 2012 On New Year’s Day 2013, to avoid the so-called “fiscal cliff,” Congress passed the American Taxpayer Relief Act of 2012 (“2012 Act”). The 2012 Act raises taxes on some taxpayers while retaining most of the provisions enacted by…more American Taxpayer Relief Act, Bush-Era Tax Cuts, Debt Ceiling, Estate Tax, Fiscal Cliff	See All Updates »
Anthony H. Schouten	Dodd-Frank Protocol Carries Burdens and Benefits for Pension Plans The Commodity Futures Trading Commission has issued new “know your customer” and external business conduct rules to give effect to certain provisions of Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act…more CFTC, Derivatives, Dodd-Frank, Employee Benefits, ERISA	See All Updates »
Michael Schumaecker	Transportation Finance Digest: Volume 1 In This Issue: - Introduction - All Hat And No Chattel: Life After Cape Town - Q&A - The Future Of Eca Financing - Deal Of The Year - An Innovative Engine Re-Securitization - Pillsbury Case…more Aircraft Sales, Aviation, Aviation Contracts, Chattel Paper, Export Credit Agency	See All Updates »
Susan P. Serota	Preparing Participant-Directed Retirement Plans for the 2013 Annual Fee Disclosures The Employee Retirement Income Security Act of 1974 (“ERISA”) requires participant-directed retirement plans to provide participants with in-depth disclosures of the plan’s fees, expenses, and investment performance on an annual…more Disclosure Requirements, ERISA, Fees, Retirement Plan	See All Updates »
Thomas M. Shoesmith	Market Entry: People's Republic of China China is the world’s second largest economy, with an annual growth rate of more than 8 percent and a rapidly growing middle class. Foreign investment into China routinely exceeds US$100 billion a year. Businesses from all over…more China, Emerging Markets, Foreign Investment, Joint Venture	See All Updates »
Michael L. Sibarium	HSR Thresholds Will Increase to Highest Levels for Transactions in 2013 On February 11, 2013, revised thresholds for the Hart-Scott-Rodino Act (“HSR”) will take effect. The thresholds determine whether parties involved in proposed mergers, consolidations, or other acquisitions of voting securities,…more Acquisitions, DOJ, FTC, Hart-Scott-Rodino Act, Threshhold Requirements	See All Updates »
Jay Silberg	DOE Issues New “Strategy” for Nuclear Waste Management and Disposal On January 11, 2013, the Department of Energy (“DOE”) issued its response to the recommendations of the Blue Ribbon Commission on America’s Nuclear Future regarding next steps for spent nuclear fuel management and disposal in…more Department of Energy, Nuclear Power, Waste	See All Updates »
Woon-Wah Siu	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Nathaniel Smith	Ninth Circuit: Injunctive Relief Claims Relating Only to Past Harms to a Limited Class Are Not Exempt From Arbitration Following the U.S. Supreme Court’s decision favoring arbitration clauses in AT&T Mobility LLC v. Concepcion, the Ninth Circuit Court of Appeals held in Kilgore v. KeyBank, N.A. that the Federal Arbitration Act (“FAA”) preempts…more Arbitration, Arbitration Agreements, Class Action, Federal Arbitration Act, Injunctions	See All Updates »
Glenn Snyder	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Ryan Sparacino	Private Equity: Blindsided by the FCPA — Hedging Against Anti-Corruption Deal Risk Until a few years ago, private equity firms enjoyed relative insulation from regulatory scrutiny of overseas acquisitions and the operations of multi-national portfolio companies. No longer is that the case. Spurred by the…more Acquisitions, Anti-Corruption, DOJ, FCPA, Foreign Investment	See All Updates »
Jeffrey Stern	Dodd-Frank Protocol Carries Burdens and Benefits for Pension Plans The Commodity Futures Trading Commission has issued new “know your customer” and external business conduct rules to give effect to certain provisions of Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act…more CFTC, Derivatives, Dodd-Frank, Employee Benefits, ERISA	See All Updates »
William M. Sullivan, Jr.	New FCPA Guidance Provides Insight Into Government’s View of Corporate Compliance On November 14, 2012, the Foreign Corrupt Practices Act “Resource Guide” (the “Guidance”) was finally published, and at well over 100 pages, it constitutes a “non-binding informal summary” of various statutes, U.S. Department of…more Compliance, DOJ, FCPA, FCPA Resource Guide, SEC	See All Updates »
Raymond Sweigart	The Emergence of an Implied Duty of Good Faith in Contracts Governed By English Law One of the issues that distinguishes U.S. law from English law is the concept of an implied contractual duty of good faith. While U.S. law has embraced this concept, it was believed that English law had not. However, as a result…more Covenant of Good Faith and Fair Dealing, Yam Seng v International Trade Corp	See All Updates »
Kenneth Taber	Congress Raises the Stakes for Theft of Trade Secrets with Passage of Two New Laws The old adage that crime does not pay rings particularly true in the aftermath of two pieces of recent legislation aimed at raising the penalties for trade secret theft: the Theft of Trade Secrets Clarification Act and the…more Aleynikov, Economic Espionage Act, Misappropriation, Penalties, Theft of Trade Secrets Clarification Act	See All Updates »
Deborah Thoren-Peden	Financial Crimes Enforcement Network Issues Guidance on Virtual Currency FinCEN recently issued interpretive guidance to clarify that it views certain activities involving convertible virtual currencies as money transmission services under the Bank Secrecy Act and FinCEN regulations. If your business…more Bank Secrecy Act, Broker-Dealer, FinCEN, Money Services Business, Virtual Currency	See All Updates »
Joseph Tiano	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Rebecca Tierney	Dealing with Civil Investigative Demands from the CFPB—Rules, Responses & Pitfalls The Consumer Financial Protection Bureau’s civil investigative demand (“CID”) authority has recently presented significant compliance difficulties for companies that have received requests for information relating to an…more CFPB, CID, Dodd-Frank, FDIC, FTC	See All Updates »
C. Brian Wainwright	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Christopher R. Wall	Obama Administration Moves Forward With Export Control Reform On March 7 and 8, 2013, President Obama took two important steps to further U.S. export control reform. First, the President notified Congress of the proposed transfer of certain items relating to aircraft and gas turbine…more Arms Export Control Act, Barack Obama, Executive Orders, Export Administration Regulations, Exports	See All Updates »
Robert Wallan	Federal Housing Finance Agency Proposes New Rules on Lender-Placed Insurance On March 29, the Federal Housing Finance Agency (FHFA) proposed consideration of new regulation on lender-placed insurance. The FHFA specifically requested public input concerning sales commissions and reinsurance activities,…more FHFA, Lender-Placed Insurance, Reinsurance	See All Updates »
Lu Wang	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Paula Weber	7th Circuit Holds Successor Liable for FLSA Claims, Despite Buyer’s Disclaimer In Teed v. Thomas & Betts Power Solutions, LLC, the 7th Circuit in an opinion written by Judge Posner held that, absent a good reason to withhold liability, a purchaser of assets was subject to successor liability for Fair Labor…more Asset Purchaser, Auction, FLSA, Successor Liability	See All Updates »
Evan Wesser	Prohibition on Contract Awards to Companies That Were Formerly Based in the United States On January 29, 2013, a final rule was issued prohibiting the award of contracts to inverted domestic corporations. The final rule requires an offeror to represent that it is not an inverted domestic corporation and creates…more Federal Acquisition Regulations, Foreign Corporations, Inverted Domestic Corporations	See All Updates »
Wayne Whitlock	Supreme Court Reverses 9th Circuit on Logging Roads, Deferring to EPA on Its Industrial Stormwater Rule On March 20, 2013, the U.S. Supreme Court held in a 7-1 decision that Clean Water Act permits are not required for stormwater runoff from logging roads. The decision in Decker v. Northwest Environmental Defense Center defers to…more Clean Water Act, Discharge of Pollutants, EPA, Logging, NPDES	See All Updates »
Brian Wong	Best Laid Plans Gone Awry: Practices for Rule 10b5-1 Trading Plans Rule 10b5-1 trading plans are in the limelight due to investigations initiated by U.S. Attorney’s Offices and the SEC into possible abuses by corporate executives of such plans. Now, more than ever, companies and their boards of…more	See All Updates »
Tim Wright	Proposed changes to UK's TUPE will impact outsourcing deals The UK government has issued a consultation on proposed changes to the Transfer of Undertakings (Protection of Employment) Regulations 2006 (SI 2006/246) (TUPE)…more Acquired Rights Directive, Outsourcing, Service Constracts, Transfers, TUPE	See All Updates »
Tamara Zakim	Supreme Court Reverses 9th Circuit on Logging Roads, Deferring to EPA on Its Industrial Stormwater Rule On March 20, 2013, the U.S. Supreme Court held in a 7-1 decision that Clean Water Act permits are not required for stormwater runoff from logging roads. The decision in Decker v. Northwest Environmental Defense Center defers to…more Clean Water Act, Discharge of Pollutants, EPA, Logging, NPDES	See All Updates »
Reza Zarghamee	Doing Business in the U.S. In This Issue: - Preface - Chapter 1 Choice Of A Business Entity - Chapter 2 Introduction To Federal Securities Laws - Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process - Chapter 4 Employment…more Anti-Bribery, Anti-Money Laundering, Antidumping Duties, Commercial Real Estate Market, Corporate Governance	See All Updates »
Christopher Zochowski	Private Equity: Blindsided by the FCPA — Hedging Against Anti-Corruption Deal Risk Until a few years ago, private equity firms enjoyed relative insulation from regulatory scrutiny of overseas acquisitions and the operations of multi-national portfolio companies. No longer is that the case. Spurred by the…more Acquisitions, Anti-Corruption, DOJ, FCPA, Foreign Investment	See All Updates »
Julian Zou	Protecting Personal Data in China This advisory is one of a series prepared by Pillsbury's China Practice on questions frequently asked by our clients doing business in China. In June 2012, we published an advisory on personal data protection in China in which…more China, Cybersecurity, Data Protection, MIIT Provisions, Personally Identifiable Information	See All Updates »

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